QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended March 31,
2015

OR

¨

TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number 001-33963

Iridium Communications Inc.

(Exact name of registrant as specified in
its charter)

DELAWARE

26-1344998

(State of incorporation)

(I.R.S. Employer Identification No.)

1750 Tysons Boulevard, Suite 1400,
McLean, Virginia

22102

(Address of principal executive offices)

(Zip code)

703-287-7400

(Registrant’s telephone number, including
area code)

Indicate by check mark whether the registrant
(1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days. Yes
x
No
¨

Indicate by check mark whether the registrant
has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted
and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant
was required to submit and post such files). Yes
x
No
¨

Indicate by check mark whether the registrant
is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions
of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule
12b-2 of the Exchange Act. (Check one):

Large accelerated filer

¨

Accelerated filer

x

Non-accelerated filer

¨
(Do not check if a smaller reporting company)

Smaller reporting company

¨

Indicate by check mark whether the registrant
is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
¨
No
x

The number of shares of the registrant’s
common stock, par value $0.001 per share, outstanding as of April 27, 2015 was 94,545,905.

Condensed Consolidated Statements of Operations
and Comprehensive Income

(In thousands, except per share amounts)

(Unaudited)

Three Months Ended

March 31,

2015

2014

Revenue:

Services

$

75,424

$

73,430

Subscriber equipment

16,540

20,157

Engineering and support services

5,043

4,445

Total revenue

97,007

98,032

Operating expenses:

Cost of services (exclusive of depreciation and amortization)

14,882

14,203

Cost of subscriber equipment

10,647

13,912

Research and development

4,126

2,121

Selling, general and administrative

20,524

19,186

Depreciation and amortization

13,355

20,266

Total operating expenses

63,534

69,688

Operating income

33,473

28,344

Other income (expense):

Interest income, net

1,237

637

Undrawn credit facility fees

(917

)

(1,499

)

Other expense, net

(214

)

(350

)

Total other income (expense)

106

(1,212

)

Income before income taxes

33,579

27,132

Provision for income taxes

(12,560

)

(10,589

)

Net income

21,019

16,543

Series A Preferred Stock dividends

1,750

1,750

Series B Preferred Stock dividends

2,109

-

Net income attributable to common stockholders

$

17,160

$

14,793

Weighted average shares outstanding - basic

94,527

77,082

Weighted average shares outstanding - diluted

122,313

87,711

Net income attributable to common stockholders per share - basic

$

0.18

$

0.19

Net income attributable to common stockholders per share - diluted

$

0.17

$

0.19

Comprehensive income:

Net income

$

21,019

$

16,543

Foreign currency translation adjustments, net of tax

(1,401

)

156

Unrealized gain on marketable securities, net of tax

61

60

Comprehensive income

$

19,679

$

16,759

See notes to unaudited condensed consolidated
financial statements.

4

Iridium Communications Inc.

Condensed Consolidated Statements of Cash
Flows

(In thousands)

(Unaudited)

Three Months Ended March
31,

2015

2014

Cash flows from operating activities:

Net cash provided by operating activities

$

51,531

$

42,465

Cash flows from investing activities:

Capital expenditures

(50,053

)

(58,519

)

Purchases of marketable securities

(36,650

)

(10,123

)

Sales and maturities of marketable securities

27,240

15,981

Net cash used in investing activities

(59,463

)

(52,661

)

Cash flows from financing activities:

Borrowings under the Credit Facility

22,368

25,284

Payment of deferred financing fees

(1,649

)

(1,828

)

Restricted cash deposits

(2,477

)

(13,350

)

Proceeds from exercise of stock options

340

2

Tax payment upon settlement of stock awards

(680

)

(20

)

Excess tax benefits from stock-based compensation

533

-

Payment of Series A Preferred Stock dividends

(1,750

)

(1,750

)

Payment of Series B Preferred Stock dividends

(2,109

)

-

Net cash provided by financing activities

14,576

8,338

Effect of exchange rate changes on cash and cash equivalents

(115

)

-

Net increase (decrease) in cash and cash equivalents

6,529

(1,858

)

Cash and cash equivalents, beginning of period

211,249

186,342

Cash and cash equivalents, end of period

$

217,778

$

184,484

Supplemental cash flow information:

Income taxes paid

$

426

$

229

Supplemental disclosure of non-cash investing activities:

Property and equipment received but not paid for yet

$

1,314

$

3,915

Interest capitalized but not paid

$

24,544

$

20,047

Capitalized amortization of deferred financing costs

$

4,422

$

3,508

Capitalized stock-based compensation

$

302

$

293

Supplemental disclosure of non-cash financing activities:

Dividends accrued on Series A Preferred Stock

$

292

$

292

Dividends accrued on Series B Preferred Stock

$

351

$

-

See notes to unaudited condensed consolidated
financial statements.

5

Iridium Communications Inc.

Notes to Condensed Consolidated Financial
Statements

1. Basis of Presentation and Principles of Consolidation

Iridium Communications Inc. (the “Company”) has prepared
its condensed consolidated financial statements in accordance with accounting principles generally accepted in the United States
(“U.S. GAAP”). The accompanying condensed consolidated financial statements include the accounts of (i) the Company,
(ii) its wholly owned subsidiaries, and (iii) all less than wholly owned subsidiaries that the Company controls. All
material intercompany transactions and balances have been eliminated.

In the opinion of management, the condensed consolidated financial
statements reflect all normal recurring adjustments that the Company considers necessary for the fair presentation of its results
of operations and cash flows for the interim periods covered, and of the financial position of the Company at the date of the
interim condensed consolidated balance sheet. The operating results for interim periods are not necessarily indicative of the
operating results for the entire year. Certain information and footnote disclosures normally included in consolidated financial
statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to instructions, rules and regulations
prescribed by the U.S. Securities and Exchange Commission (“SEC”). These consolidated financial statements should
be read in conjunction with the audited consolidated financial statements and notes thereto contained in the Company's Annual
Report on Form 10-K for the year ended December 31, 2014, as filed with the SEC on February 26. 2015.

2. Significant Accounting Policies

Warranty Expense

The Company provides the first end-user
purchaser of its subscriber equipment a warranty for one to five years from the date of purchase by such first end-user, depending
on the product. The Company maintains a warranty reserve based on historical experience of warranty costs and expected occurrences
of warranty claims on equipment. Costs associated with warranties, including equipment replacements, repairs, freight, and program
administration, are recorded as cost of subscriber equipment in the accompanying condensed consolidated statements of operations
and comprehensive income. The Company experienced a $2.4 million decrease in its warranty provision for the three months
ended March 31, 2015 compared to the prior year period. This decrease is primarily the result of fewer returns for the Iridium
Pilot
®
units sold in 2014 and 2015 and a decrease in the average repair
costs. Changes in the warranty reserve during the three months ended March 31, 2015 were as follows:

Three Months Ended

March 31, 2015

(in thousands)

Balance at beginning of the period

$

7,381

Provision

11

Utilization

(806

)

Balance at end of the period

$

6,586

Fair Value Measurements

The Company evaluates assets and liabilities subject to fair value
measurements on a recurring and non-recurring basis to determine the appropriate level to classify them for each reporting period.
This determination requires significant judgments to be made by management of the Company. The instruments identified as subject
to fair value measurements on a recurring basis are cash and cash equivalents, marketable securities, prepaid expenses and other
current assets, accounts receivable, accounts payable and accrued expenses and other current liabilities. Fair value is the price
that would be received from the sale of an asset or paid to transfer a liability assuming an orderly transaction in the most advantageous
market at the measurement date. U.S. GAAP establishes a hierarchical disclosure framework which prioritizes and ranks the level
of observability of inputs used in measuring fair value. The fair value hierarchy consists of the following tiers:

•

Level 1, defined as observable inputs such as quoted
prices in active markets for identical assets or liabilities;

•

Level 2, defined as observable inputs other than Level
1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets
that are not active; or other inputs that are observable or can be corroborated by observable
market data for substantially the full term of the assets or liabilities; and

•

Level 3, defined as unobservable inputs in which little
or no market data exists, therefore requiring an entity to develop its own assumptions.

6

The carrying
values of short-term financial instruments (primarily cash and cash equivalents, prepaid expenses and other current assets, accounts
receivable, accounts payable, and accrued expenses and other current liabilities) approximate their fair values because of their
short-term nature. The fair value of the Company’s investments in money market funds approximates its carrying value; such
instruments are classified as Level 1 and are included in cash and cash equivalents on the
accompanying
condensed consolidated balance sheets. The fair value of the Company’s investments in commercial paper and short-term U.S.
agency securities with original maturities of less than ninety days approximates their carrying value; such instruments are classified
as Level 2 and are included in cash and cash equivalents on the
accompanying
condensed consolidated balance sheets.

The fair value of the Company’s investments in fixed-income
debt securities and commercial paper with original maturities of greater than ninety days are obtained using similar investments
traded on active securities exchanges and are classified as Level 2 and are included in marketable securities on the accompanying
condensed consolidated balance sheets. For fixed income securities that do not have quoted prices in active markets, the Company
uses third-party vendors to price its debt securities resulting in classification as Level 2.

Depreciation and Amortization

The Company calculates depreciation expense using the straight
line method and evaluates the appropriateness of the useful life used on a quarterly basis or as events occur that require additional
assessment. In September 2014 and again in March 2015, the Company updated its estimate of the current satellites’
remaining useful lives based on the continued refinement of the launch schedule and deployment plan for the Company’s next-generation
satellite constellation (“Iridium NEXT”). As a result, the estimated useful lives of the satellites within the current
constellation have been extended and are consistent with the expected deployment of Iridium NEXT. The changes in the estimated
useful lives resulted in a decrease of $3.0 million in depreciation expense for the three months ended March 31, 2015 compared
to the three months ended March 31, 2014. The March 2015 change in accounting estimate reduced the depreciation expense for the
three months ended March 31, 2015 by $0.2 million and the change in estimate will have an impact on future periods. The Company
will continue to evaluate the useful lives of its current satellites on an ongoing basis through the full deployment of Iridium
NEXT as the satellites are placed into service.

During the three months ended March 31, 2014, the Company lost
communication with one of its in-orbit satellites. As a result, an impairment charge of $0.9 million was recorded within depreciation
expense for the three months ended March 31, 2014. The Company had an in-orbit spare satellite available to replace the lost satellite.
Through the date of the report in which these financial statements are included, the Company has not lost any satellites in 2015.

Amortization expense decreased by $3.0 million
for the three months ended March 31, 2015 compared to the prior year period due to the completion of amortization of certain definite-lived
intangible assets in 2014. These definite-lived intangible assets included customer relationships, intellectual property and software
which were assigned fair values as a result of the Company’s 2009 acquisition of Iridium Holdings LLC and were amortized
over useful lives of five years.

The Company considers all highly liquid investments with original
maturities of ninety days or less to be cash equivalents. These investments, along with cash deposited in institutional money
market funds, regular interest bearing and non-interest bearing depository accounts, are classified as cash and cash equivalents
on the accompanying condensed consolidated balance sheet. The following table
summarizes
the Company’s cash and cash equivalents:

March 31,

December 31,

Recurring Fair

2015

2014

Value Measurement

(in thousands)

Cash and cash equivalents:

Cash

$

109,845

$

86,792

Money market funds

95,427

105,497

Level 1

Commercial paper

12,506

18,960

Level 2

Total Cash and cash equivalents

$

217,778

$

211,249

7

Restricted Cash

The Company is required to maintain a minimum cash reserve for
debt service related to its $1.8 billion loan facility (the “Credit Facility”) (see Note 4). As of March 31, 2015
and December 31, 2014, the Company’s restricted cash balance, which includes a minimum cash reserve for debt service related
to the Credit Facility and the interest earned on these amounts, was $88.6 million and $86.1 million, respectively.

Marketable Securities

Marketable securities consist of fixed-income debt securities and
commercial paper with an original maturity in excess of ninety days. These investments are classified as available-for-sale and
are included in marketable securities within current assets on the accompanying condensed consolidated balance sheets. All investments
are carried at fair value. Unrealized gains and losses, net of taxes, are reported as a component of other comprehensive income
or loss. The specific identification method is used to determine the cost basis of the marketable securities sold. There were
no material realized gains or losses on the sale of marketable securities for the three months ended March 31, 2015 and 2014.
The Company regularly monitors and evaluates the fair value of its investments to identify other-than-temporary declines in value.
The Company determined that the decline in fair value of certain of its investments is temporary at March 31, 2015 as the Company
does not intend to sell these securities and it is not likely that the Company will be required to sell the securities before
the recovery of their amortized cost basis.

The following tables summarize the Company’s marketable securities:

As of March 31, 2015

Amortized

Gross

Gross

Estimated

Recurring Fair

Cost

Unrealized Gains

Unrealized Losses

Fair Value

Value Measurement

(in thousands)

Fixed-income debt securities

$

173,794

$

403

$

(247

)

$

173,950

Level 2

Commercial paper

81,493

-

-

81,493

Level 2

U.S. Treasury Notes

14,902

75

-

14,977

Level 2

Total Marketable Securities

$

270,189

$

478

$

(247

)

$

270,420

As of December 31, 2014

Amortized

Gross

Gross

Estimated

Recurring Fair

Cost

Unrealized Gains

Unrealized Losses

Fair Value

Value Measurement

(in thousands)

Fixed-income debt securities

$

168,960

$

397

$

(314

)

$

169,043

Level 2

Commercial paper

78,915

-

-

$

78,915

Level 2

U.S. Treasury Notes

13,127

53

(2

)

13,178

Level 2

Total Marketable Securities

$

261,002

$

450

$

(316

)

$

261,136

The following
tables present the contractual maturities of the Company’s marketable securities
:

As of March 31, 2015

As of December 31, 2014

Amortized

Fair

Amortized

Fair

Cost

Value

Cost

Value

(in thousands)

Mature within one year

$

200,362

$

200,587

$

177,011

$

177,145

Mature after one year and within three years

69,827

69,833

83,991

83,991

Total

$

270,189

$

270,420

$

261,002

$

261,136

8

4. Commitments and Contingencies

Commitments

Thales

In June 2010, the Company executed a primarily fixed-price full-scale
development contract (the “FSD”) with Thales Alenia Space France (“Thales”) for the design and build of
satellites for Iridium NEXT, the Company’s next-generation satellite constellation. The total price under the FSD is $2.3
billion, and the Company expects payment obligations under the FSD to extend into the first quarter of 2018. As of March 31, 2015,
the Company had made aggregate payments of $1,353.8 million to Thales, of which $1,150.8 million were from borrowings under the
Credit Facility, and which were capitalized as construction in progress within property and equipment, net in the accompanying
condensed consolidated balance sheet. The Company currently uses the Credit Facility to pay 85% of each invoice received from
Thales under the FSD with the remaining 15% funded from cash on hand. Once the Credit Facility is fully drawn, the Company expects
to pay 100% of each invoice received from Thales from cash and marketable securities on hand as well as internally generated cash
flow, including potential cash flows from hosted payloads and Iridium PRIME
SM
.

SpaceX

In March 2010, the Company entered into an agreement with Space
Exploration Technologies Corp. (“SpaceX”) to secure SpaceX as the primary launch services provider for Iridium NEXT
(as amended to date, the “SpaceX Agreement”). The total price under the SpaceX Agreement for seven launches is $453.1
million. As of March 31, 2015, the Company had made aggregate payments of $164.3 million to SpaceX, which were capitalized as
construction in progress within property and equipment, net in the accompanying condensed consolidated balance sheet. In addition,
the Company made a $3.0 million refundable deposit to SpaceX in the first quarter of 2014 for the reservation of additional future
launches, which is not included in the total contract price.

Kosmotras

In June 2011, the Company entered into an agreement with International
Space Company Kosmotras (“Kosmotras”) as a supplemental launch service provider for Iridium NEXT (the “Kosmotras
Agreement”). The Kosmotras Agreement originally provided for the purchase of up to six launches with options to purchase
additional launches. Each launch can carry two satellites. In June 2013, the Company exercised an option for one launch to carry
the first two Iridium NEXT satellites. If the Company does not exercise any additional options, the total cost under the contract
including this single launch will be $51.8 million. As of March 31, 2015, the Company had made aggregate payments of $30.8 million
to Kosmotras, which were capitalized within property and equipment, net in the accompanying condensed consolidated balance sheet.
The option to purchase two dedicated launches expired as of December 31, 2013. The Company has agreed with Kosmotras to extend
the option to purchase the remaining three dedicated launches through a date to be determined.

Credit Facility

In October 2010, the Company entered into the Credit Facility with
a syndicate of bank lenders (the “Lenders”). The Credit Facility was subsequently amended and restated in August 2012.
In May 2014, the Company entered into a supplemental agreement (the “Supplemental Agreement”) with the Lenders under
the Credit Facility to further amend and restate the Credit Facility. The Company had borrowed an aggregate total of $1,313.8
million as of March 31, 2015. The unused portion of the Credit Facility as of March 31, 2015 was $486.2 million. Pursuant to the
Credit Facility, the Company maintains a minimum cash reserve for repayment. As of March 31, 2015, the minimum required cash reserve
balance was $88.5 million. This amount is included in restricted cash in the accompanying condensed consolidated balance sheet.
This minimum cash reserve requirement will increase over the term of the Credit Facility to $189.0 million in 2017.

Interest costs incurred under the Credit Facility were $14.9 million
and $12.0 million for the three months ended March 31, 2015 and 2014, respectively. All interest costs incurred related to the
Credit Facility have been capitalized during the construction period of the Iridium NEXT assets. The Company pays interest on
each semi-annual due date through a combination of a cash payment and a deemed additional loan. The $14.9 million in interest
incurred during the three months ended March 31, 2015 consisted of $4.5 million payable in cash and $10.4 million payable by deemed
loans. The $12.0 million in interest incurred during the three months ended March 31, 2014 consisted of $3.7 million payable in
cash and $8.3 million payable by deemed loans. There were no payments made during the three months ended March 31, 2015 and 2014.
Total interest payable associated with the Credit Facility was $24.5 million and is included in interest payable in the accompanying
condensed consolidated balance sheet as of March 31, 2015.

9

The Company is obligated to pay a cash commitment fee of 0.80%
per year, in semi-annual installments, on any undrawn portion of the Credit Facility. During the three months ended March 31,
2015, the Company did not make any payments on the commitment fee. The next payment was made in April 2015. The commitment fee
payable on the undrawn portion of the Credit Facility as of March 31, 2015 was $2.2 million and is included in accrued expenses
and other current liabilities in the accompanying condensed consolidated balance sheet.

Contingencies

From time to time, in the normal course of business, the Company
is party to various pending claims and lawsuits. The Company is not aware of any such actions that it would expect to have a material
adverse impact on its business, financial results or financial condition.

5. Stock-Based Compensation

The Company accounts for stock-based compensation at fair value.
The fair value of stock options is determined at the grant date using the Black-Scholes option pricing model. The fair value of
restricted stock units (“RSUs”) is equal to the closing price of the underlying common stock on the grant date. The
fair value of an award that is ultimately expected to vest is recognized on a straight-line basis over the requisite service or
performance period and is classified in the condensed consolidated statements of operations and comprehensive income in a manner
consistent with the classification of the recipient’s compensation. The expected vesting of the Company’s performance-based
RSUs is based upon the likelihood that the Company achieves the defined performance goals. The level of achievement of performance
goals, if any, is determined by the compensation committee. Stock-based awards to non-employee consultants are expensed at their
fair value as services are provided according to the terms of their agreements and are classified in selling, general and administrative
expenses in the accompanying condensed consolidated statements of operations and comprehensive income.

During 2012, the Company’s stockholders approved a stock
incentive plan (the “2012 Stock Incentive Plan”) to provide stock-based awards, including nonqualified stock options,
incentive stock options, restricted stock and other equity securities, as incentives and rewards for employees, consultants and
non-employee directors. As of March 31, 2015, 13,416,019 shares of common stock were authorized for issuance as awards under the
2012 Stock Incentive Plan.

In January 2015, members of the Company’s board of directors
elected to receive a portion of their 2015 annual compensation in the form of equity awards, in an aggregate amount of approximately
103,000 stock options and 62,000 RSUs. These stock options and RSUs were granted in January 2015 and vest through the end of 2015,
with 25% vesting on the last day of each calendar quarter. The estimated aggregate grant-date fair value of the stock options
was $0.4 million. The estimated aggregate grant-date fair value of the RSUs was $0.6 million.

During the three months ended March 31, 2015, the Company granted
approximately 558,000 stock options and 596,000 service-based RSUs to its employees. Employee stock options and service-based
RSUs generally vest over a four-year service period with 25% vesting on the first anniversary of the grant date and the remainder
vesting ratably on a quarterly basis thereafter. The estimated aggregate grant date fair values of the stock options and service-based
RSUs granted during the three months ended March 31, 2015 were $2.3 million and $5.6 million, respectively.

In addition, in March 2015, the Company awarded approximately 161,000
performance-based RSUs to the Company’s executives. The Company records stock-based compensation expense related to
performance-based RSUs when it is considered probable that the performance conditions will be met. Vesting of the March 2015 performance-based
RSUs is dependent upon the Company’s achievement of defined performance goals over fiscal years 2015 and 2016. The number
of performance-based RSUs that will ultimately vest may range from 0% to 150% of the original grant based on the level of achievement
of the performance goals. If the Company achieves the performance goals, 50% of the performance-based RSUs will vest at the end
of two years and the remaining 50% will vest at the end of the third year, subject to continued service. The estimated aggregate
grant date fair value of the performance-based RSUs granted during the three months ended March 31, 2015 was $1.5 million.

In June 2014, the Company awarded performance-based
RSUs to its executives and employees. Vesting of the June 2014 performance-based RSUs was dependent upon the Company’s achievement
of defined performance goals for the 2014 fiscal year. The level of achievement of performance goals in connection with the June
2014 performance-based RSUs was determined by the compensation committee in March 2015. Approximately 304,000 of the June 2014
performance-based RSUs were vested and released in March 2015 at an estimated aggregate fair value of $2.4 million which was recognized
over the vesting period.

10

6. Equity Transactions and Instruments

Warrants

On September 29, 2009, in connection with the Company’s
acquisition of Iridium Holdings LLC, the Company issued warrants, each of which entitled the holder to purchase from the Company
one share of common stock at a price of $11.50 per share. On February 14, 2015, all of the outstanding and unexercised warrants
expired in accordance with their terms.

Preferred Stock

The Company is authorized to issue 2.0 million shares of preferred
stock with a par value of $0.0001 per share. As described below, the Company issued 1.0 million shares of preferred stock in the
fourth quarter of 2012 and 0.5 million shares of preferred stock in the second quarter of 2014. The remaining 0.5 million authorized
shares of preferred stock remain undesignated and unissued as of March 31, 2015.

Series A Cumulative Perpetual Convertible Preferred Stock

In the fourth quarter of 2012, the Company issued 1.0 million shares
of its 7.00% Series A Cumulative Perpetual Convertible Preferred Stock (the “Series A Preferred Stock”) in a private
offering. The Company received proceeds of $96.5 million from the sale of the Series A Preferred Stock, net of the aggregate $3.5
million in initial purchaser discount and offering costs. The net proceeds of this offering were used to partially fund the construction
and deployment of Iridium NEXT and for other general corporate purposes.

Holders of Series A Preferred Stock are entitled to receive cumulative
cash dividends at a rate of 7.00% per annum of the $100 liquidation preference per share (equivalent to an annual rate of $7.00
per share). Dividends are payable quarterly in arrears on each March 15, June 15, September 15 and December 15. The Series A Preferred
Stock does not have a stated maturity date and is not subject to any sinking fund or mandatory redemption provisions. The Series
A Preferred Stock ranks senior to the Company’s common stock and pari passu with the Company’s 6.75% Series B Cumulative
Perpetual Convertible Preferred Stock (the “Series B Preferred Stock”) with respect to dividend rights and rights
upon the Company’s liquidation, dissolution or winding-up. Holders of Series A Preferred Stock generally have no voting
rights except for limited voting rights if the Company fails to pay dividends for six or more quarterly periods (whether or not
consecutive) and in other specified circumstances. Holders of Series A Preferred Stock may convert some or all of their outstanding
Series A Preferred Stock at an initial conversion rate of 10.6022 shares of common stock per $100 liquidation preference, which
is equivalent to an initial conversion price of approximately $9.43 per share of common stock (subject to adjustment in certain
events).

In 2014, the Company paid $7.0 million in cash dividends to its
holders of Series A Preferred Stock. During the three months ended March 31, 2015 and 2014, the Company paid cash dividends of
$1.8 million to holders of the Series A Preferred Stock. As of March 31, 2015 and December 31, 2014, the Company had accrued $0.3
million in cash dividends for the holders of the Series A Preferred Stock, which is included within accrued expenses and other
current liabilities on the accompanying condensed consolidated balance sheet.

On or after October 3, 2017, the Company may, at its option, convert
some or all of the Series A Preferred Stock into the number of shares of common stock that are issuable at the then-applicable
conversion rate, subject to specified conditions. On or prior to October 3, 2017, the holders of Series A Preferred Stock will
have a special right to convert some or all of the Series A Preferred Stock into shares of common stock in the event of fundamental
changes described in the Certificate of Designations for the Series A Preferred Stock, subject to specified conditions and limitations.
In certain circumstances, the Company may also elect to settle conversions in cash as a result of these fundamental changes.

Series B Cumulative Perpetual Convertible Preferred Stock

In May 2014, the Company issued 500,000 shares of its Series B
Preferred Stock in an underwritten public offering at a price to the public of $250 per share. The purchase price received by
the Company, equal to $242.50 per share, reflected an underwriting discount of $7.50 per share. The Company received proceeds
of $120.8 million from the sale of the Series B Preferred Stock, net of the $3.8 million underwriter discount and $0.4 million
of offering costs. The net proceeds of this offering are being used to partially fund the construction and deployment of Iridium
NEXT and for other general corporate purposes.

Holders of Series B Preferred Stock are entitled to receive cumulative
cash dividends at a rate of 6.75% per annum of the $250 liquidation preference per share (equivalent to an annual rate of $16.875
per share). Dividends are payable quarterly in arrears on each March 15, June 15, September 15 and December 15, beginning September
15, 2014. The Series B Preferred Stock does not have a stated maturity date and is not subject to any sinking fund or mandatory
redemption provisions. The Series B Preferred Stock ranks senior to the Company’s common stock and pari passu with respect
to the Company’s Series A Preferred Stock with respect to dividend rights and rights upon the Company’s voluntary
or involuntary liquidation, dissolution or winding-up. Holders of Series B Preferred Stock generally have no voting rights except
for limited voting rights if the Company fails to pay dividends for six or more quarterly periods (whether or not consecutive)
and in other specified circumstances. Holders of Series B Preferred Stock may convert some or all of their outstanding Series
B Preferred Stock at an initial conversion rate of 33.456 shares of common stock per $250 liquidation preference, which is equivalent
to an initial conversion price of approximately $7.47 per share of common stock (subject to adjustment in certain events).

11

In 2014, the Company paid $5.0 million in cash dividends to its
holders of Series B Preferred Stock. During the three months ended March 31, 2015, the Company paid cash dividends of $2.9 million
to holders of the Series B Preferred Stock; the Company paid no dividends during the three months ended March 31, 2014, as the
Series B Preferred Stock had not yet been issued. As of March 31, 2015, the Company had accrued $0.4 million in cash dividends
for the holders of the Series B Preferred Stock, which is included within accrued expenses and other current liabilities on the
accompanying condensed consolidated balance sheet.

On or after May 15, 2019, the Company may, at its option, convert
some or all of the Series B Preferred Stock into the number of shares of common stock that are issuable at the then-applicable
conversion rate, subject to specified conditions. On or prior to May 15, 2019, in the event of certain specified fundamental changes,
holders of the Series B Preferred Stock will have the right to convert some or all of their shares of Series B Preferred Stock
into the greater of (i) a number of shares of the Company’s common stock as subject to adjustment plus the make-whole premium,
if any, and (ii) a number of shares of the Company’s common stock equal to the lesser of (a) the liquidation preference
divided by the market value of the Company’s common stock on the effective date of such fundamental change and (b) 81.9672
(subject to adjustment). In certain circumstances, the Company may elect to cash settle any conversions in connection with a fundamental
change.

7. Net Income Per Share

The Company calculates basic net income per share by dividing net
income attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period.
Diluted net income per share takes into account the effect of potential dilutive common shares when the effect is dilutive. The
effect of potential dilutive common shares, including common stock issuable upon exercise of outstanding stock options and stock
purchase warrants, is computed using the treasury stock method. The effect of potential dilutive common shares from the conversion
of outstanding convertible preferred securities is computed using the as-if converted method at the stated conversion rate. The
RSUs granted to members of the Company’s board of directors contain non-forfeitable rights to dividends and therefore are
considered to be participating securities in periods of net income. The calculation of basic and diluted net income per share
excludes net income attributable to the unvested RSUs from the numerator and excludes the impact of unvested RSUs from the denominator.

The computations of basic and diluted net income per share are
as follows:

Three
Months Ended March 31,

2015

2014

(in
thousands, except per share data)

Numerator:

Net income
attributable to common stockholders

$

17,160

$

14,793

Net income allocated
to participating securities

(10

)

(19

)

Numerator for basic
net income per share

17,150

14,774

Dividends on Series
A Preferred Stock

1,750

1,750

Dividends on Series
B Preferred Stock

2,109

-

Numerator for diluted
net income per share

$

21,009

$

16,524

Denominator:

Denominator
for basic net income per share - weighted average outstanding common shares

94,527

77,082

Dilutive
effect of stock options

441

-

Dilutive
effect of contingently issuable shares

15

27

Dilutive
effect of Series A Preferred Stock

10,602

10,602

Dilutive
effect of Series B Preferred Stock

16,728

-

Denominator
for diluted net income per share

122,313

87,711

Net
income per share attributable to common stockholders - basic

$

0.18

$

0.19

Net
income per share attributable to common stockholders - diluted

$

0.17

$

0.19

12

For the three months ended March 31, 2015, warrants to purchase
0.1 million shares of common stock and options to purchase 0.4 million shares of common stock were not included in the computation
of diluted net income per share as the effect would be anti-dilutive. For the three months ended March 31, 2015, 1.3 million unvested
RSUs were excluded from the computation of basic and diluted net income per share.

For the three months ended March 31, 2014, warrants to purchase
0.3 million shares of common stock and options to purchase 5.2 million shares of common stock were not included in the
computation of diluted net income per share as the effect would be anti-dilutive. Additionally, for the three months ended March
31, 2014, 1.2 million unvested RSUs were excluded from the computation of basic and diluted net income per share.

13

ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS.

You should read the following discussion along with our Annual
Report on Form 10-K for the fiscal year ended December 31, 2014, filed on February 26, 2015 with the Securities and Exchange
Commission, or the SEC, as well as our condensed consolidated financial statements included in this Form 10-Q.

This report contains forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995. For this purpose, any statements contained herein that are not statements
of historical fact may be deemed to be forward-looking statements. Such forward-looking statements include those that express
plans, anticipation, intent, contingencies, goals, targets or future development or otherwise are not statements of historical
fact. Without limiting the foregoing, the words “believe,” “anticipate,” “plan,” “expect,”
“intend” and similar expressions are intended to identify forward-looking statements. These forward-looking statements
are based on our current expectations and projections about future events, and they are subject to risks and uncertainties, known
and unknown, that could cause actual results and developments to differ materially from those expressed or implied in such statements.
The important factors discussed under the caption “Risk Factors” in our Annual Report on Form 10-K for the fiscal
year ended December 31, 2014 filed on February 26, 2015, could cause actual results to differ materially from those indicated
by forward-looking statements made herein. We undertake no obligation to publicly update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise.

Overview of Our Business

We are engaged primarily in providing mobile voice and data communications
services using a constellation of orbiting satellites. We are the second largest provider of satellite-based mobile voice and
data communications services based on revenue, and the only commercial provider of communications services offering true global
coverage. Our satellite network provides communications services to regions of the world where wireless or wireline networks do
not exist or are limited, including remote land areas, open oceans, airways, the polar regions and regions where the telecommunications
infrastructure has been affected by political conflicts or natural disasters.

We provide voice and data communications services to businesses,
the U.S. and foreign governments, non-governmental organizations and consumers via our satellite network, which has an architecture
of 66 in-orbit satellites with in-orbit spares and related ground infrastructure. We utilize an interlinked mesh architecture
to route traffic across our satellite constellation using radio frequency crosslinks between satellites. This unique architecture
minimizes the need for local ground facilities to support the constellation, which facilitates the global reach of our services
and allows us to offer services in countries and regions where we have no physical presence.

We sell our products and services to commercial end-users through
a wholesale distribution network, encompassing more than 75 service providers, more than 195 value-added resellers, or VARs, and
more than 45 value-added manufacturers, or VAMs, which create and sell technology that uses the Iridium
®
network
either directly to the end user or indirectly through other service providers, VARs or dealers. These distributors often integrate
our products and services with other complementary hardware and software and have developed a broad suite of applications using
our products and services to target specific lines of business. We expect that demand for our services will increase as more applications
are developed and deployed that utilize our technology.

At March 31, 2015, we had approximately 748,000 billable subscribers
worldwide, representing an increase of 11% from approximately 674,000 billable subscribers at March 31, 2014. We have a diverse
customer base, with end users in the following lines of business: land-based handset; machine-to-machine, or M2M; maritime; aviation;
and government.

We recognize revenue from both the sale of equipment and the provision
of services. We expect a higher proportion of our future revenue will be derived from service revenue. Revenues from providing
voice and data service historically have generated higher gross margins than sales of subscriber equipment.

14

In October 2015, we expect to begin launching our new satellite
constellation, Iridium NEXT. Iridium NEXT will maintain the architecture of our current constellation, with 66 in-orbit satellites,
as well as six in-orbit spares, and we are building nine ground spares. We have contracted with Thales Alenia Space France, or
Thales, to construct the Iridium NEXT satellites, which are designed to be compatible with our current constellation and current
end-user equipment, so that as the Iridium NEXT satellites are launched, they will replace satellites in the current constellation
without affecting the service to our end users. We plan to deploy the first two satellites on a Dnepr rocket launched by International
Space Company Kosmotras, or Kosmotras, with the remaining 70 satellites to be deployed on seven Falcon 9 rockets launched by Space
Exploration Technologies Corporation, or SpaceX. We expect to complete the deployment of the Iridium NEXT constellation in 2017.
We estimate the costs associated with the design, build and launch of Iridium NEXT and related ground infrastructure upgrades
through deployment to be approximately $3 billion. Our funding plan for these costs includes the substantial majority of the funds
available under our $1.8 billion credit facility, or the Credit Facility, together with cash on hand and internally generated
cash flows, including potential cash flows from hosted payloads and Iridium PRIME
SM
.

The Iridium NEXT constellation will also host the Aireon
SM
system to provide a global air traffic surveillance service through a series of automatic dependent surveillance-broadcast,
or ADS-B, receivers on the Iridium NEXT satellites. Aireon LLC, our joint venture with the air navigation service providers, or
ANSPs, of Canada, Italy, Denmark and Ireland, has contracted to provide the Aireon service to our co-investors in Aireon and NATS
(En Route) PLC, the ANSP of the United Kingdom. Aireon also plans to offer the service to other ANSPs worldwide including the
U.S. Federal Aviation Administration, or FAA. Aireon will pay us a fee to host the ADS-B receivers on Iridium NEXT, as well as
data services fees for the delivery of the air traffic surveillance data over the Iridium NEXT system. In addition, we have entered
into an agreement with Harris Corporation, the manufacturer of the Aireon hosted payload, pursuant to which Harris pays us fees
to allocate the remaining hosted payload capacity to its customers and we anticipate that Harris will also pay us data service
fees on behalf of these customers.

Recent Developments

Iridium NEXT

As described above, we expect to begin launching our new satellite
constellation, Iridium NEXT, in October 2015
. Iridium NEXT satellites
are under various stages of construction at the assembly, integration and test facility; our ground infrastructure upgrades are
complete, and our Satellite Network Operations Center is ready to support Iridium NEXT. Most major hardware components have been
qualified and the platform software is being tested. We are testing the new satellites for flight-readiness and to ensure they
are compatible with our existing constellation. A number of key flight components, including the Aireon payload, onboard processor,
spacecraft bus and main mission antenna, have also been manufactured in sufficient quantities to prepare for high-rate production.

As a result
of the refinement of the Iridium NEXT launch schedule during the first quarter of 2015, we updated the estimated useful lives
of the current satellites and extended the life to
be consistent with the expected deployment of Iridium NEXT. We will
continue to evaluate the useful lives of our current satellites through the full deployment of Iridium NEXT as the satellites
are placed into service.

We are required by the Credit Facility to obtain insurance covering
the launch and first 12 months of operation of the Iridium NEXT satellites. We are in the process of placing this insurance. The
amount of coverage we are seeking to place is large, the Credit Facility coverage requirements are complex, and the market for
launch and in-orbit insurance is limited. We have placed only a portion of coverage for the full launch program to date, and we
are currently in discussions with prospective insurers and with our lenders regarding the structure of our planned coverage. We
expect to seek a waiver from the lenders of one or more requirements of the Credit Facility in order to complete the placement
of this insurance.

Material Trends and Uncertainties

Our industry and customer base has historically grown as a result
of:

•

demand for remote and reliable mobile communications
services;

•

increased demand for communications services by disaster
and relief agencies, and emergency first responders;

a general reduction in prices of mobile satellite services
and subscriber equipment; and

15

•

geographic market expansion through the ability to offer
our services in additional countries.

Nonetheless, we face a number of challenges and uncertainties in
operating our business, including:

•

our ability to develop Iridium NEXT and related ground
infrastructure, and to develop new and innovative products and services for Iridium NEXT;

•

our ability to access the Credit Facility to meet our
future capital requirements for the design, build and launch of the Iridium NEXT satellites;

•

our ability to generate sufficient internal cash flows,
including potential cash flows from hosted payloads and Iridium PRIME, to fund a portion
of the costs associated with Iridium NEXT and support ongoing business;

•

Aireon LLC’s ability to successfully develop and
market its space-based ADS-B, global aviation monitoring service to be carried as a hosted
payload on the Iridium NEXT system;

•

Aireon’s ability to raise sufficient funds to pay
hosting fees to us;

•

our ability to maintain the health, capacity, control
and level of service of our existing satellite network through the transition to Iridium
NEXT;

•

changes in general economic, business and industry conditions,
including the effects of currency exchange rates;

•

our reliance on a single primary commercial gateway and
a primary satellite network operations center;

•

competition from other mobile satellite service providers
and, to a lesser extent, from the expansion of terrestrial-based cellular phone systems
and related pricing pressures;

•

market acceptance of our products;

•

regulatory requirements in existing and new geographic
markets;

•

rapid and significant technological changes in the telecommunications
industry;

reliance on single-source suppliers for some of the components
required in the manufacture of our end-user subscriber equipment and our ability to purchase
parts that are periodically subject to shortages resulting from surges in demand, natural
disasters or other events; and

•

reliance on a few significant customers, particularly
agencies of the U.S. government, for a substantial portion of our revenue, as a result
of which the loss or decline in business with any of these customers may negatively impact
our revenue and collectability of related accounts receivable.

16

Comparison of Our Results of Operations for the Three Months
Ended March 31, 2015 and 2014

Three Months Ended March 31,

% of Total

% of Total

Change

($ in thousands)

2015

Revenue

2014

Revenue

Dollars

Percent

Revenue:

Services

$

75,424

78

%

$

73,430

75

%

$

1,994

3

%

Subscriber equipment

16,540

17

%

20,157

21

%

(3,617

)

(18

)%

Engineering and support services

5,043

5

%

4,445

4

%

598

13

%

Total revenue

97,007

100

%

98,032

100

%

(1,025

)

(1

)%

Operating expenses:

Cost of services (exclusive of depreciation and amortization)

14,882

15

%

14,203

14

%

679

5

%

Cost of subscriber equipment

10,647

11

%

13,912

14

%

(3,265

)

(23

)%

Research and development

4,126

4

%

2,121

2

%

2,005

95

%

Selling, general and administrative

20,524

21

%

19,186

20

%

1,338

7

%

Depreciation and amortization

13,355

14

%

20,266

21

%

(6,911

)

(34

)%

Total operating expenses

63,534

65

%

69,688

71

%

(6,154

)

(9

)%

Operating income

33,473

35

%

28,344

29

%

5,129

18

%

Other income (expense):

Interest income, net

1,237

1

%

637

1

%

600

94

%

Undrawn credit facility fees

(917

)

(1

)%

(1,499

)

(2

)%

582

(39

)%

Other expense, net

(214

)

0

%

(350

)

0

%

136

(39

)%

Total other income (expense)

106

0

%

(1,212

)

(1

)%

1,318

(109

)%

Income before income taxes

33,579

35

%

27,132

28

%

6,447

24

%

Provision for income taxes

(12,560

)

(13

)%

(10,589

)

(11

)%

(1,971

)

19

%

Net income

$

21,019

22

%

$

16,543

17

%

$

4,476

27

%

Revenue

Total revenue decreased 1% to $97.0 million for the three months
ended March 31, 2015 compared to $98.0 million for the three months ended March 31, 2014. This decrease in revenue was primarily
due to a decrease in subscriber equipment revenue, partially offset by an increase in service revenue which was driven by a $2.0
million increase in government service revenue.

Commercial Service Revenue

Three
Months Ended

March
31, 2015

March
31, 2014

Change

(Revenue
in millions and subscribers in thousands)

Billable

Billable

Billable

Revenue

Subscribers
(1)

ARPU
(2)

Revenue

Subscribers
(1)

ARPU
(2)

Revenue

Subscribers

ARPU

Commercial voice and data

$

42.8

351

$

40

$

43.9

338

$

43

$

(1.1

)

13

$

(3

)

Commercial M2M data

14.6

334

15

13.5

283

16

1.1

51

(1

)

Total Commercial

$

57.4

685

$

57.4

621

$

(0.0

)

64

(1)

Billable subscriber numbers shown are at the end of the respective
period.

(2)

Average monthly revenue per unit, or ARPU, is calculated by dividing
revenue in the respective period by the average of the number of billable subscribers
at the beginning of the period and the number of billable subscribers at the end of the
period and then dividing the result by the number of months in the period.

17

For the three months ended March
31, 2015, commercial voice and data revenue decreased primarily due to lower airtime usage and the devaluation of the Russian
ruble, partially offset by an increase in both commercial voice and data subscribers as well as Iridium OpenPort
®
revenue.

For the three months ended March 31, 2015, commercial M2M data
revenue increased primarily due to an 18% increase in commercial M2M data billable subscribers, partially offset by a slight decline
in the related ARPU due to the growth in subscribers using lower priced plans.

We anticipate continued growth in billable commercial subscribers
for the remainder of 2015.

Government Service Revenue

Three Months Ended

March 31, 2015

March 31, 2014

Change

(Revenue in millions and subscribers in thousands)

Billable

Billable

Billable

Revenue

Subscribers
(1)

Revenue

Subscribers
(1)

Revenue

Subscribers

Government service revenue

$

18.0

63

$

16.0

53

$

2.0

10

(1)

Billable subscriber numbers shown are at the end of the respective
period.

Government service revenues for the three months ended March 31,
2015 increased to $18.0 million from $16.0 million in the prior year period as a result of the Enhanced Mobile Satellite Services,
or EMSS, contract with the U.S. government’s Defense Information Systems Agency. Under this contract, revenue is a fixed
monthly amount and is not based on subscribers or usage, allowing an unlimited number of users access to existing services. As
we continue to innovate and better meet the needs of our customers, additional services not contemplated under the current EMSS
contract may be provided in future periods at an amount mutually agreed upon by both parties. We anticipate government service
revenue for the full year 2015 to exceed 2014.

Subscriber Equipment Revenue

Subscriber equipment revenue decreased $3.6 million, or 18%, for
the three months ended March 31, 2015 compared to the prior year period. The decrease was primarily due to lower handset unit
sales.

Engineering and Support Service Revenue

Three Months Ended

March 31, 2015

March 31, 2014

Change

(In millions)

Government

$

4.5

$

3.8

$

0.7

Commercial

0.5

0.6

(0.1

)

Total

$

5.0

$

4.4

$

0.6

Engineering and support service revenue increased by $0.6 million
for the three months ended March 31, 2015 compared to the prior year period as a result of the U.S. Department of Defense’s
gateway modernization efforts as we transition to Iridium NEXT capabilities. We anticipate an increase in the scope of work for
government contracts in 2015 resulting in overall growth in engineering and support service revenue compared to 2014.

Operating Expenses

Cost of Services (exclusive of depreciation and amortization)

Cost of services (exclusive of depreciation and amortization) includes
the cost of network engineering and operations staff, including contractors, software maintenance, product support services and
cost of services for government and commercial engineering and support service revenue.

18

Cost of services (exclusive of depreciation and amortization) increased
$0.7 million, or 5%, for the three months ended March 31, 2015 from the prior year period primarily due to increased maintenance
cost for our current constellation of satellites and increased operational costs as we begin transitioning to Iridium NEXT systems.

Cost of Subscriber Equipment

Cost of subscriber equipment includes the direct costs of equipment
sold, which consist of manufacturing costs, allocation of overhead, and warranty costs.

Cost of subscriber equipment decreased
by $3.3 million, or 23%, for the three months ended March 31, 2015 compared to the prior year period. This decrease was primarily
due to a $2.5 million decline in the warranty provision for our Iridium OpenPort
terminals.

Research and Development

Research and development expenses increased by $2.0 million, or
95%, for the three months ended March 31, 2015 compared to the prior year period due to Iridium NEXT projects including development
costs associated with enabling faster data speeds on our equipment.

Selling, General and Administrative

Selling, general and administrative expenses that are not directly
attributable to the sale of services or products include sales and marketing costs as well as
employee-related
expenses (such as salaries, wages, and benefits),
legal, finance, information technology, facilities, billing and customer
care expenses.

Selling, general and administrative expenses increased by $1.3
million, or 7%, for the three months ended March 31, 2015 compared to the prior year period, primarily due to an increase in employee-related
costs including stock-based compensation expense.

Depreciation and Amortization

Depreciation and amortization expense decreased
by $6.9 million, or 34%, for the three months ended March 31, 2015 compared to the prior year period. This decrease was primarily
due to a change in the estimated useful lives of the satellites within our current constellation. During the third quarter of
2014 and again in the first quarter of 2015, we updated our analysis of the current satellites’ remaining useful lives.
Based on the results of the continued refinement of the Iridium NEXT launch schedule and deployment plan, the estimated useful
lives of the satellites within our current constellation were extended and are consistent with the expected deployment of Iridium
NEXT. This change in estimated useful life was effective in March 2015, resulting in a $3.0 million decrease in depreciation expense
for the three months ended March 31, 2015 when compared to the prior year period. We will continue to evaluate the useful lives
of our current satellites through the full deployment of Iridium NEXT as the satellites are placed into service.

Also contributing to the decrease in depreciation
expense was a $0.9 million impairment charge recorded during the three months ended March 31, 2014 related to an in-orbit satellite
with which we lost communication in January 2014. We did not lose any satellites during the three months ended March 31, 2015.

In addition, amortization expense decreased
by $3.0 million for the three months ended March 31, 2015 compared to the prior year period due to the completion of amortization
of certain definite-lived intangible assets in 2014. These definite-lived intangible assets included customer relationships, intellectual
property and software which were assigned fair value as a result of our 2009 acquisition of Iridium Holdings LLC and were fully
amortized over useful lives of five years.

Other Income (Expense)

Interest Income, net

Interest income, net, increased by $0.6 million, or 94%, for the
three months ended March 31, 2015 compared to the prior year period primarily due to the interest earned on our additional investments
in marketable securities related to equity issuances in May 2014.

Undrawn Credit Facility Fees

Commitment fees on the undrawn portion of the Credit Facility were
$0.9 million for the three months ended March 31, 2015 compared to $1.5 million for the prior year period. The decrease of the
commitment fee is directly proportional to the increase in the amounts borrowed under the Credit Facility as we continue to finance
the development of Iridium NEXT.

19

Provision for Income Taxes

For the three months ended March 31, 2015, our income tax provision
was $12.6 million, compared to $10.6 million for the prior year period. The change in the income tax provision is primarily related
to an increase in our income before income taxes. The decrease in our effective tax rate is primarily related to non-deductible
stock compensation in the prior year period. If our current estimates change in future periods, the impact on the deferred tax
assets and liabilities may change correspondingly.

Net Income

Net income was $21.0 million for the three months ended March 31,
2015, an increase of $7.5 million from the prior year period. This increase in net income was driven by a $6.9 million decrease
in depreciation and amortization, a $3.3 million decrease in cost of subscriber equipment, and a $2.0 million favorable impact
of the current EMSS contract. The increases in net income were partially offset by a $3.6 million decrease in subscriber equipment
revenues and a $2.0 million increase in research and development expenses due to Iridium NEXT development projects.

Liquidity and Capital Resources

As of March 31, 2015, our total cash and cash equivalents balance
was $217.8 million, and our marketable securities balance was $270.4 million. Our principal sources of liquidity are cash, cash
equivalents and marketable securities, internally generated cash flows, and the Credit Facility. Our principal liquidity requirements
are to meet capital expenditure needs, principally the design, build and launch of Iridium NEXT, as well as for working capital,
interest payments on the Credit Facility, and dividends payable on our Series A Preferred Stock and Series B Preferred Stock.

We estimate the aggregate costs associated with the design, build
and launch of Iridium NEXT and related infrastructure upgrades through 2017 to be approximately $3 billion. Our funding plan for
these costs includes the substantial majority of the funds available under the Credit Facility, together with cash and marketable
securities on hand, and internally generated cash flows, including potential cash flows from hosted payloads and Iridium PRIME.
We currently use the Credit Facility to pay 85% of each invoice we receive from Thales under our contract for the development
and construction of our Iridium NEXT satellites, with the remaining 15% funded from cash, cash equivalents and marketable securities
on hand. We also utilize the Credit Facility to fund the COFACE insurance premiums and a portion of the interest under the Credit
Facility. Once the Credit Facility is fully drawn, we expect to pay 100% of each invoice we receive from Thales and all interest
on the Credit Facility from cash, cash equivalents and marketable securities on hand, and internally generated cash flows, including
potential cash flows from hosted payloads and Iridium PRIME.

The Credit Facility contains borrowing restrictions, including
financial performance covenants and covenants relating to hosted payloads, and there can be no assurance that we will be able
to continue to borrow funds under the Credit Facility. There can also be no assurance that our internally generated cash flows,
including those from Iridium PRIME and hosted payloads on our Iridium NEXT satellites, will meet our current expectations. If
we do not generate sufficient cash flows, or if the cost of implementing Iridium NEXT or the other elements of our business plan
are higher than anticipated, we may need further external funding. Our ability to obtain additional funding may be adversely affected
by a number of factors, including global economic conditions, and such funding may not be available on reasonable terms or at
all. If we are not able to secure such funding in a timely manner, our ability to maintain our network, to design, build and launch
Iridium NEXT and related ground infrastructure, products and services, and to pursue additional growth opportunities will be impaired,
and we would likely need to delay some elements of our Iridium NEXT development. Our liquidity and our ability to fund our liquidity
requirements also depend on our future financial performance, which is subject to general economic, financial, regulatory and
other factors that are beyond our control.

Holders of Series A Preferred Stock are entitled to receive cumulative
cash dividends at an annual rate of $7.00 per share. Dividends are payable quarterly in arrears on each March 15, June 15, September
15 and December 15. For each full quarter that the Series A Preferred Stock is outstanding, and assuming that no shares of Series
A Preferred Stock have been converted into shares of our common stock, we are required to pay cash dividends of $1.75 million.
We expect that we will satisfy dividend requirements, if and when declared, from internally generated cash flows.

Holders of Series B Preferred Stock are entitled to receive cumulative
cash dividends at an annual rate of $16.875 per share. Dividends are payable quarterly in arrears on each March 15, June 15, September
15 and December 15, beginning September 15, 2014. For each full quarter that the Series B Preferred Stock is outstanding, and
assuming that no shares of Series B Preferred Stock have been converted into shares of our common stock, we are required to pay
cash dividends of $2.1 million. We expect that we will satisfy dividend requirements, if and when declared, from internally generated
cash flows.

20

As of March 31, 2015, we had borrowed a total of $1,313.8 million
under the Credit Facility. The unused portion of the Credit Facility as of March 31, 2015 was $486.2 million. Under the terms
of the Credit Facility, a minimum cash reserve for debt service of $88.5 million as of March 31, 2015 was maintained and classified
as restricted cash. This minimum cash reserve requirement will increase over the term of the Credit Facility to $189.0 million
in 2017. In addition to the minimum debt service levels, financial covenants under the Credit Facility, as amended and restated
in May 2014, include:

·

an available cash
balance of at least $25 million;

·

a debt-to-equity
ratio, which is calculated as the ratio of total net debt to the aggregate of total net
debt and total stockholders’ equity, of no more than 0.7 to 1, measured each June
30 and December 31;

·

specified maximum
levels of annual capital expenditures (excluding expenditures on the construction of
Iridium NEXT satellites) through the year ending December 31, 2024;

·

specified minimum
levels of consolidated operational earnings before interest, taxes, depreciation and
amortization, or operational EBITDA, for the 12-month periods ending each December 31
and June 30 through December 31, 2017;

·

specified minimum
cumulative cash flow requirements from customers who have hosted payloads on our satellites,
measured each December 31 and June 30, from June 30, 2016 through December 31, 2017;

·

a debt service coverage
ratio, measured during the repayment period, of not less than 1 to 1.5; and

·

specified maximum
leverage levels during the repayment period that decline from a ratio of 4.73 to 1 for
the twelve months ending June 30, 2018 to a ratio of 2.36 to 1 for the twelve months
ending December 31, 2024.

Our available cash balance, as defined by the Credit Facility,
was $303.3 million as of March 31, 2015. Our debt-to-equity ratio was 0.47 to 1 as of December 31, 2014, the last date at which
it was measured. We were also in compliance with the operational EBITDA covenant and the annual capital expenditure covenant as
of December 31, 2014, the last date at which they were measured.

The covenants regarding capital expenditures, operational EBITDA
and hosted payload cash flows are calculated in connection with a measurement, which we refer to as available cure amount, that
is derived using a complex calculation based on overall cash flows, as adjusted by numerous measures specified in the Credit Facility.
In a period in which our capital expenditures exceed, or our operational EBITDA or hosted payload cash flows falls short of, the
amount specified in the respective covenant, we would be permitted to allocate available cure amount, if any, to prevent a breach
of the applicable covenant. As of December 31, 2014, the last date at which it was measured, we had an available cure amount of
$7.5 million, though it was not required to maintain compliance with the covenants. The available cure amount has fluctuated significantly
from one measurement period to the next, and we expect that it will continue to do so.

The covenants also place limitations on our ability and that of
our subsidiaries to carry out mergers and acquisitions, dispose of assets, grant security interests, declare, make or pay dividends,
enter into transactions with affiliates, fund payments under the full scale development contract, or FSD, with Thales from our
own resources, incur additional indebtedness, or make loans, guarantees or indemnities. If we are not in compliance with the financial
covenants under the Credit Facility, after any opportunity to cure such non-compliance, or we otherwise experience an event of
default under the Credit Facility, the lenders may require repayment in full of all principal and interest outstanding under the
Credit Facility. It is unlikely we would have adequate funds to repay such amounts prior to the scheduled maturity of the Credit
Facility. If we fail to repay such amounts, the lenders may foreclose on the assets we have pledged under the Credit Facility,
which include substantially all of our assets and those of our domestic subsidiaries.

We believe that our liquidity sources will provide sufficient funds
for us to meet our liquidity requirements for at least the next 12 months.

21

Cash Flows

The following table summarizes our cash flows:

Three Months Ended March 31,

2015

2014

Change

(in thousands)

Cash provided by operating activities

$

51,531

$

42,465

$

9,066

Cash used in investing activities

$

(59,463

)

$

(52,661

)

$

(6,802

)

Cash provided by financing activities

$

14,576

$

8,338

$

6,238

Cash Flows from Operating Activities

Net cash provided by operating activities for the three months
ended March 31, 2015 increased by $9.1 million from the prior year period. This increase was principally due to the timing of
cash collections for customer-related receivables, a $3.0 million payment to SpaceX made in the first quarter of 2014 that did
not recur in first quarter of 2015 for the reservation of additional future satellite launches, increase in interest income on
our marketable securities, and a decrease in undrawn credit facility fees as the Company continues to draw on the Credit Facility.

Cash Flows from Investing Activities

Net cash used in investing activities for the three months ended
March 31, 2015 increased by $6.8 million compared to the prior year period primarily due to a $15.3 million increase in net purchases
of marketable securities, partially offset by a $5.7 million decrease in capital expenditures.

Cash Flows from Financing Activities

Net cash provided by financing activities for the three months
ended March 31, 2015 increased by $6.2 million from the prior year period primarily due to a $10.9 million decrease in the cash
deposited into our minimum cash reserve required under our Credit Facility as amended in the May 2014 Credit Facility agreement.
This financing cash flow increase was partially offset by a $2.9 million decrease in borrowings under the Credit Facility and
a $2.1 million increase in dividends paid due to the May 2014 issuance of our Series B Preferred Stock.

Off-Balance Sheet Arrangements

We do not currently have any off-balance sheet arrangements, as
such term is defined in Item 303(a)(4)(ii) of the SEC’s Regulation S-K, that have or are reasonably likely to have a material
current or future effect on our financial condition, results of operations, liquidity or capital resources.

Seasonality

Our results of operations have been subject to seasonal usage changes
for commercial customers, and we expect that our results will be affected by similar seasonality effects in the future. March
through October are typically the peak months for commercial voice services revenue and related subscriber equipment sales. Commercial
M2M revenue has been less subject to seasonal usage changes, and revenue from our fixed-price U.S. government contract will not
be subject to seasonal fluctuations.

Recent Accounting Developments

In May 2014, the Financial Accounting Standards Board, or FASB,
and the International Accounting Standards Board jointly issued a comprehensive new revenue recognition standard, Accounting Standards
Update No. 2014-09,
Revenue from Contracts with Customers
,
or ASU 2014-09, that will supersede nearly all existing
revenue recognition guidance under U.S. GAAP. ASU 2014-09 requires a company to recognize revenue when it transfers promised goods
or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange
for those goods or services. The FASB proposed to defer the effective date of ASU 2014-09 for public entities to be effective
for annual and interim periods beginning after December 15, 2017. Early adoption would be permitted no earlier than the original
effective date beginning after December 15, 2016. ASU 2014-09 becomes effective for us in the first quarter of fiscal 2018. We
have not yet selected a transition method, and we are currently evaluating the effect, if any, that ASU 2014-09 will have on our
consolidated financial statements and related disclosures.

22

In February 2015, the FASB issued ASU 2015-02,
Consolidation
(Topic 810) - Amendments to the Consolidation Analysis
, or ASU 2015-02. ASU 2015-02 amends the consolidation requirements
in ASC 810 –Consolidation. ASU 2015-02 affects reporting entities that are required to evaluate whether they should consolidate
certain legal entities. All legal entities are subject to reevaluation under the revised consolidation model. Specifically, the
amendments: (i) modify the evaluation of whether limited partnerships and similar legal entities are variable interest entities
or voting interest entities, (ii) eliminate the presumption that a general partner should consolidate a limited partnership, (iii)
affect the consolidated analysis of reporting entities that are involved with variable interest entities, particularly those that
have fee arrangements and related party relationships and (iv) provide a scope exception for certain entities. ASU 2015-02 is
effective for annual reporting periods beginning after December 15, 2015, and interim periods within those fiscal years. We are
currently evaluating the effect, if any, that ASU 2015-02 will have on our consolidated financial statements and related disclosures.

ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK.

Interest income earned on our cash, cash equivalents and marketable
securities balances is subject to interest rate fluctuations. For the three months ended March 31, 2015, a one-half percentage
point increase or decrease in interest rates would not have had a material effect on our interest income.

We had borrowed $1,313.8 million under the Credit Facility as of
March 31, 2015. A portion of the draws we make under the Credit Facility bear interest at a floating rate equal to the London
Interbank Offered Rate, or LIBOR, plus 1.95% and will, accordingly, subject us to interest rate fluctuations in future periods.
Had the currently outstanding borrowings under the Credit Facility been outstanding throughout the three months ended March 31,
2015, a one-half percentage point increase or decrease in the LIBOR would have changed our interest cost by approximately $0.2
million for the three months ended March 31, 2015.

Financial instruments that potentially subject us to concentrations
of credit risk consist primarily of cash and cash equivalents, marketable securities, accounts receivable and accounts payable.
At times we maintain cash and cash equivalent deposit balances in excess of Federal Deposit Insurance Corporation limits, and
we may have marketable securities balances in excess of Securities Investment Protection Corporation limits. However, we maintain
our cash, cash equivalents and marketable securities with financial institutions with high credit ratings. The majority of our
cash is swept nightly into funds that invest in or are collateralized by U.S government-backed securities. We invest in marketable
securities consisting of U.S. treasury notes, fixed income debt instruments and commercial paper debt instruments with fixed interest
rates and maturity dates within three years of original purchase. Due to the credit quality and nature of these debt instruments,
we do not believe there has been a significant change in our market risk exposure since December 31, 2014. Accounts receivable
are due from both domestic and international customers. We perform credit evaluations of our customers’ financial condition
and record reserves to provide for estimated credit losses. Accounts payable are owed to both domestic and international vendors.

We also currently hold marketable securities consisting of commercial
paper and fixed-income debt securities. As of March 31, 2015, a 100 basis point change in interest rates would not have had
a material impact on the fair value of our marketable securities.

ITEM 4.

CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management,
including our chief executive officer, who is our principal executive officer, and our chief financial officer, who is our principal
financial officer, we conducted an evaluation of our disclosure controls and procedures, as such term is defined in Rule 13a-15(e)
under the Securities Exchange Act of 1934, as amended, or the Exchange Act, as of the end of the period covered by this report.
In evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well
designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design
of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required
to apply its judgment in evaluating the benefits of possible controls and procedures relative to their costs. In addition, the
design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there
can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time,
controls may become inadequate because of changes in conditions, or the degree of compliance with policies or procedures may deteriorate.
Because of the inherent limitations in a control system, misstatements due to error or fraud may occur and not be detected.

Based on this evaluation, our chief executive officer and our chief
financial officer concluded that our disclosure controls and procedures were effective, as of the end of the period covered by
this report, to provide reasonable assurance that information required to be disclosed by us in reports we file or submit under
the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the U.S. Securities and
Exchange Commission’s rules and forms, and is accumulated and communicated to our management, including our principal executive
officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosures.

23

Changes in Internal Control Over Financial Reporting

During the quarter ended March 31, 2015, there were no changes
in our internal control over financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange
Act, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II.

OTHER INFORMATION

ITEM 1.

LEGAL PROCEEDINGS.

On October 7, 2014, Kappa Digital, LLC filed a complaint for patent
infringement against us in the United States District Court for the Eastern District of Texas - Marshall Division. In this action,
Kappa Digital alleged that our products, services and/or systems infringe its U.S. Patent No. 6,349,135, entitled “Method
And System For A Wireless Digital Message Service.” Kappa Digital sought a judgment that we have infringed on its patent
and is seeking a permanent injunction enjoining us from further infringement, as well as damages, costs, expenses, interest and
attorneys’ fees. On February 25, 2015, the parties filed a joint motion to dismiss the case without prejudice, which the
court granted. Kappa Digital retains the right to file a new complaint with the same allegations, but has not done so.

ITEM 1A.

RISK FACTORS.

Our business is subject to risks and events that, if they occur,
could adversely affect our financial condition and results of operations and the trading price of our securities. In addition
to the other information set forth in this quarterly report on Form 10-Q, you should carefully consider the factors discussed
in “Part I, Item 1A. Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2014,
filed with the Securities and Exchange Commission on February 26, 2015. There have been no material changes from the risk factors
described in the annual report.

ITEM 2.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
PROCEEDS.

None.

ITEM 3.

DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4.

MINE SAFETY DISCLOSURES.

Not applicable.

ITEM 5.

OTHER INFORMATION.

None.

ITEM 6.

EXHIBITS.

See the exhibit index.

24

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

IRIDIUM COMMUNICATIONS INC.

By:

/s/ Thomas J. Fitzpatrick

Thomas J. Fitzpatrick

Chief Financial Officer

(as duly authorized officer and as principal financial officer of
the registrant)

Date: April 30, 2015

25

EXHIBIT INDEX

Exhibit

Description

10.1

Amendment No. 1 to Second Amended and Restated
Limited Liability Company Agreement of Aireon LLC, dated as of January 14, 2015.

10.2†

Amendment No. 23 to the Full Scale System
Development Contract No. IS-10-021 between Iridium Satellite LLC and Thales Alenia Space France for the Iridium NEXT System,
dated January 30, 2015.

10.3

Amendment No. 6 to Iridium NEXT Support Services
Agreement No. IS-10-019, by and between Iridium Satellite LLC and The Boeing Company for Support Services for Iridium NEXT,
effective as of April 1, 2015.

31.1

Certification of Principal Executive Officer
pursuant to Rules 13a-14(a) and 15d-14(a) promulgated under the Securities Exchange Act of 1934, as adopted pursuant to section
302 of The Sarbanes-Oxley Act of 2002.

31.2

Certification of Principal Financial Officer
pursuant to Rules 13a-14(a) and 15d-14(a) promulgated under the Securities Exchange Act of 1934, as adopted pursuant to section
302 of The Sarbanes-Oxley Act of 2002.

32.1*

Certifications of Principal Executive Officer
and Principal Financial Officer pursuant to Rules 13a-14(b) and 15d-14(b) promulgated under the Securities Exchange Act of
1934 and 18 U.S.C. Section 1350, as adopted pursuant to section 906 of The Sarbanes-Oxley Act of 2002.

101

The following financial information from the
Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015, filed with the Securities and
Exchange Commission on April 30, 2015, formatted in XBRL (eXtensible Business Reporting Language):

(i)

Condensed Consolidated Balance Sheets at March 31, 2015
and December 31, 2014;

(ii)

Condensed Consolidated Statements of Operations and Comprehensive
Income for the three months ended March 31, 2015 and 2014;

(iii)

Condensed Consolidated Statements of Cash Flows for the three months
ended March 31, 2015 and 2014; and

(iv)

Notes to Condensed Consolidated Financial Statements.

†

Confidential treatment has been requested for certain portions
omitted from this exhibit pursuant to Rule 24b-2 under the Securities Exchange Act of
1934, as amended. Confidential portions of this exhibit have been separately filed with
the Securities and Exchange Commission.

*

These certifications are being furnished solely to accompany this
quarterly report pursuant to 18 U.S.C. Section 1350, and are not being filed for purposes
of Section 18 of the Securities Exchange Act of 1934, as amended, and are not to be incorporated
by reference into any filing of the registrant, whether made before or after the date
hereof, regardless of any general incorporation language in such filing.

26

Exhibit 10.1

EXECUTION VERSION

AMENDMENT NO. 1 TO

SECOND AMENDED AND RESTATED LIMITED LIABILITY

COMPANY AGREEMENT OF

AIREON LLC

A DELAWARE LIMITED LIABILITY COMPANY

This Amendment No.
1 to Second Amended and Restated Limited Liability Company Agreement (this “
Amendment
”), of Aireon LLC
(the “
Company
”), is dated as of January 14, 2015 and is entered into by NAV CANADA Satellite, Inc, a
Delaware corporation; Iridium Satellite LLC, a Delaware limited liability company; ENAV North Atlantic LLC, a Delaware limited
liability company; Irish Aviation Authority Limited, a company organized under the laws of the Republic of Ireland; and Naviair
Surveillance A/S, a Danish limited liability company (collectively, the “
Members
”); NAV CANADA, a Canadian
corporation; Enav, S.p.A., a company formed under the laws of the Italian Republic (“
Enav
”); Naviair,
an independent state owned company owned by the Kingdom of Denmark, registered with the Danish Business Authority under CVR-no.:
26 05 97 63; and the Company.

RECITALS

A.
The
Members, NAV CANADA, Enav, Naviair and the Company are party to that certain Second Amended and Restated Limited Liability Company
Agreement of the Company, dated as of February 14, 2014, as amended (the “
Operating Agreement
”).

B.
The
Members, NAV CANADA, Enav, Naviair and the Company wish to amend the Operating Agreement as set forth herein.

AGREEMENT

NOW, THEREFORE, for good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged by each of the parties hereto, the parties agree as follows:

1.
Amendments
.

a.
The
definition of “Book Value” contained in Article 1 of the Operating Agreement is hereby amended and restated in its
entirety and replaced with the following:

““
Book
Value
” means, with respect to any Company asset, the adjusted basis of such asset for federal income tax purposes, except
as follows:

(i)

The initial Book Value of any Company asset contributed by a Member to the Company shall be the
gross fair market value of such Company asset as of the date of such contribution;

(ii)

The Book Value of each Company asset shall be adjusted to equal its respective gross fair market
value upon the following events:

a.

each of the Financing Tranches other than the First NAV CANADA Tranche Financing, the Mandatory
Iridium Redemption, or any conversion of Preferred Interests into Common Interests pursuant to a Conversion Election, unless the
Board of Directors determines (subject to Section 6.12.2.3) that such adjustment is not necessary to reflect the relative economic
interests of the Members in the Company;

b.

(A) except as set forth above, the acquisition of an additional interest in the Company by any
new or existing Member in exchange for more than a
de minimis
Capital Contribution unless the Board of Directors determines
that such adjustment is not necessary to reflect the relative economic interests of the Members in the Company; (B) the distribution
by the Company to a Member of more than a
de minimis
amount of Company assets (other than cash) as consideration for all
or parts of its Interests unless the Board of Directors determines that such adjustment is not necessary to reflect the relative
economic interests of the Members in the Company; (C) the liquidation of the Company within the meaning of Treasury Regulations
Section 1.704-1(b)(2)(ii)(g); and (D) in connection with and at the time of a grant of an interest in the Company (other than a
de minimis
interest) as consideration for the provision of services to or for the benefit of the Company by an existing
Member acting in a Member capacity or by a new Member acting in a Member capacity or in anticipation of becoming a Member;

(iii)

The Book Value of a Company asset distributed to any Member shall be the fair market value (taking
into account Section 7701(g) of the Code) of such Company asset as of the date of distribution thereof;

(iv)

The Book Value of each Company asset shall be increased or decreased, as the case may be, to reflect
any adjustments to the adjusted basis of such Company asset pursuant to Section 734(b) or Section 743(b) of the Code, but only
to the extent that such adjustments are taken into account in determining Capital Account balances pursuant to Treasury Regulations
Sections §1.704-1(b)(2)(iv)(
m
); provided, that Book Values shall not be adjusted pursuant to this subparagraph (iv)
to the extent that an adjustment pursuant to subparagraph (ii) above is made in conjunction with a transaction that would otherwise
result in an adjustment pursuant to this subparagraph (iv); and

(v)

If the Book Value of a Company asset has been determined or adjusted pursuant to subparagraphs
(i), (ii), or (iv) above, such Book Value shall thereafter be adjusted to reflect the depreciation taken into account with respect
to such Company asset for purposes of computing Net Income and Net Losses.”

b.
Section
4.4 of the Operating Agreement is hereby amended and restated in its entirety and replaced with the following:

“
4.4
Tax Allocations; Code Section 704(c)
. The income, gains, losses, deductions
and expenses of the Company shall be allocated, for federal, state and local income tax purposes, among the Members in accordance
with the allocation of such income, gains, losses, deductions and expenses among such Members for computing their Capital Accounts,
except that if any such allocation is not permitted by the Code or other applicable law, the Company’s subsequent income,
gains, losses, deductions and expenses shall be allocated among the Members for tax purposes to the extent permitted by the Code
and other applicable law, so as to reflect as nearly as possible the allocation set forth herein in computing their Capital Accounts.

Notwithstanding the previous sentence, such
items shall be allocated among the Members in a different manner to the extent required by Code Section 704(c) and the Treasury
Regulations thereunder (dealing with contributed property), Treasury Regulations Sections 1.704-1(b)(2)(iv)(f) (dealing with
property having a book value different than its tax basis) and 1.704-1(b)(4)(ii) (dealing with tax credit items). The Members
agree that, for purposes of Section 704(c) of the Code, with respect to tax items attributable to any book-tax differences (whether
from property contributed to the Company or resulting from revaluations of Company property), the Company will use the “remedial
method” as described in Treasury Regulations Section 1.704-3(d) unless the Board directs (subject to Section 6.12.2.4) the
Company to use a method other than the remedial method. Allocations pursuant to this Section 4.4 are solely for purposes of
federal, state and local taxes and shall not affect, or in any way be taken into account in computing, any Member’s Capital
Account or share of profits, losses, other items or distributions pursuant to any provisions of this Agreement.”

c.
Section
6.12.2.3 of the Operating Agreement is hereby deleted, and the following new Sections 6.12.2.3, 6.12.2.4 and 6.12.2.5 are added:

“
6.12.2.3
Determining
that an adjustment to Book Value for one of the events listed in Section (ii)a of the definition of Book Value is not necessary
to reflect the relative economic interests of the Members in the Company.

6.12.2.4
Directing
the Company to use a method of allocation other than the “remedial method” with respect to tax items attributable to
any book-tax differences under Section 4.4.

6.12.2.5
Entering
into an agreement to do any of the foregoing set forth in this Section 6.12.2.”

2.
Except
as expressly provided herein, nothing in this Amendment shall be deemed to waive or modify any of the other provisions of the Operating
Agreement. In the event of any conflict between the Operating Agreement, any previous amendment of the Operating Agreement, this
Amendment and any subsequent amendment, the document later in time shall prevail.

3.
This
Amendment shall be binding upon and shall inure to the benefit of the successors in interest of the parties hereto.

IN WITNESS WHEREOF,
the undersigned has caused this Amendment to be executed as of the date first hereinabove set forth.

Aireon LLC

By:

/s/ Donald L. Thoma

Name: Donald L. Thoma

Title: Chief Executive Officer

NAV CANADA

Enav S.p.A.

By:

/s/ John Crichton

By:

/s/ Massimo Bellizzi

Name: John Crichton

Name: Massimo Bellizzi

Title: President & CEO

Title: General Director

By:

/s/ Neil Wilson

Naviair

Name: Neil Wilson

Title: Exec. VP Administration & General Counsel

By:

/s/ Morten Dambæk

Name: Morten Dambæk

Title: CEO

Signature Page to Amendment No. 1

MEMBERS:

NAV CANADA Satellite, Inc.

Iridium Satellite LLC

By:

/s/ Neil Wilson

By:

/s/ Thomas J. Fitzpatrick

Name: Neil Wilson

Name: Thomas J. Fitzpatrick

Title: Vice President & Secretary

Title: Chief Financial Officer

By:

/s/ John Crichton

Name: John Crichton

Title: President

Naviair Surveillance A/S

ENAV North Atlantic LLC

By:

/s/ Hanne Lund

By:

Name: Hanne Lund

Name:

Title: CEO

Title:

By:

/s/ Morten Dambæk

Name: Morten Dambæk

Title: CEO

Irish Aviation Authority Limited

By:

/s/ Eamonn Brennan

Name: Eamonn Brennan

Title: Chief Executive

Signature Page to Amendment No. 1

Exhibit 10.2

AMENDMENT N° 23

TO THE

FULL SCALE SYSTEM DEVELOPMENT CONTRACT

No. IS-10-021

Between

Iridium
Satellite LLC

And

THALES ALENIA SPACE FRANCE

for the

IRIDIUM NEXT SYSTEM

*** Certain confidential information contained in this document,
marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of
the Securities Exchange Act of 1934, as amended.

Execution Copy

PREAMBLE

This Amendment N° 23 (the “Amendment”)
to the Full Scale System Development Contract No. IS-10-021 signed on June 1, 2010 between Iridium Satellite LLC and Thales Alenia
Space France for the Iridium NEXT System, as amended, (the “Contract
”
) is entered into on this 30th day of January,
2015 by and between Thales Alenia Space France, a company organized and existing under the laws of France, having its registered
office at 26 avenue Jean François Champollion 31100 Toulouse – FRANCE (“Contractor”), and Iridium Satellite
LLC, a limited liability company organized under the laws of Delaware, having an office at 1750 Tysons Boulevard, Suite 1400, McLean,
VA 22102 - USA (“Purchaser
”
).

RECITALS

WHEREAS,
Purchaser’s customer
wishes to have an Auxiliary Component designated as “[***]” integrated on a certain number of Satellites; and

WHEREAS
, Contractor provided a proposal
to Purchaser for the engineering work and Satellite panel modification necessary to facilitate the integration of [***] on the
Satellites; and

WHEREAS
, Purchaser issued a letter,
dated August 20, 2014, authorizing Contractor to proceed with engineering work and Satellite panel modification necessary to integrate
[***] on the Satellites, which is superseded by this Amendment; and.

WHEREAS
, the Parties have reached
agreement on the total price, milestone payment schedule for certain [***]; and

WHEREAS
, Purchaser and Contractor
have engaged in discussions relating to other changes the Parties would like to incorporate in the Contract and related documents;
and

WHEREAS
, the Parties now desire
to amend Articles 4 and 35, and Exhibit D of the Contract in accordance with the terms and conditions provided for in the Amendment.

NOW, THEREFORE
, in consideration
of the premises and for good and valuable consideration, the receipt and adequacy of which are hereby expressly acknowledged, and
intending to be legally bound, the Parties hereby agree as follows:

Article 1
: Capitalized terms
used but not defined in this Amendment shall have the meanings ascribed thereto in the Contract or any amendments thereto, as the
case may be.

Article 2
: The Parties have
agreed to update [***] by approval of Change Control Request 058 Rev A, dated August 11, 2014.

Article 3
: The Parties have
agreed to update [***] by approval of Change Control Request 061, dated February 12, 2014.

Article 4
: The Parties have
agreed to update [***] by approval of Change Control Request 062, dated February 18, 2014.

*** Certain confidential information contained in this document,
marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of
the Securities Exchange Act of 1934, as amended.

Article 5
: The Parties have
agreed to implement the [***] set forth in Change Control Request 68, dated January 4, 2014, amended by Iridium letter dated August
21, 2014, as approved by the Parties.

Article 6
: The Parties have
agreed to modify the test cases for [***] by approval of Change Control Request 071, dated July 5, 2014. As a consequence, the
[***] is extended by one week and the completion of [***] is delayed by the same duration. Notwithstanding the foregoing sentence,
said delay shall have no effect on the Launch date for the second (2
nd
) Satellite Batch.

Article 7
: The Parties have
agreed to incorporate Revision 2-4 of the [***] by approval of Change Control Request 082, dated October 10, 2014.

Article 9
: The Base Contract
Price set forth in Article 4.1 of the Contract is hereby increased by the amount of [***] U.S. Dollars (US$[***]) to a new Base
Contract Price of no more than [***] U.S. Dollars (US$[***]).

Article 10
: The date of “[***]”
set forth in the first (1st) sentence of the second paragraph in Article 21.1.1 is hereby deleted and replaced in its entirety
by the date “[***]”.

Article 11
: Article 35.5(ii)
of the Contract is hereby deleted and replaced in its entirety with the following:

“(ii)
Period of Performance
. Purchaser may exercise CLIN 003a by providing written notice to Contractor no later than [***].”

Article 12
: Table 35.5a of
the Contract is hereby deleted and replaced in its entirety with the following table.

[***] Price

[***]

[***] Price

[***]

[***] Price

[***]

US$ Share

€ Share

US$ Share

€ Share

US$ Share

€ Share

[***]

[***]

[***]

[***]

[***]

[***]

Article 13
: Table 35.5b of
the Contract is hereby deleted and replaced in its entirety with the following table.

Year
of
Order

[***]
Price
[***]

[***]
Price
[***]

[***]
Price [for a Batch of 9
Satellites]

$ Share

€ Share

$ Share

€ Share

$ Share

€ Share

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

[***]

*** Certain confidential information contained in this document,
marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of
the Securities Exchange Act of 1934, as amended.

Article 15
: Milestones [***]
and [***] set forth in the Payment Plan are hereby deleted and replaced in their entirety by the following payment amounts.

[***]

Article 16
: Exhibit D
of the Contract is hereby revised to add the following separate milestone payment schedule applicable to [***].

[***]

Article 17
: This Amendment
may be executed and delivered (including via facsimile or other electronic means) in one or more counterparts, each of which shall
be deemed to be an original, but all of which shall constitute one and the same agreement.

Article 18
: All other provisions
of the Contract not expressly referred to in this Amendment remain in full force and effect.

IN WITNESS WHEREOF
, the Parties
have executed this Amendment by their duly authorized officers as of the date set forth in the Preamble.

IRIDIUM SATELLITE LLC

THALES ALENIA SPACE FRANCE

/s/ S. Scott Smith

/s/ Bertrand Maureau

S. Scott Smith

Bertrand Maureau

Chief Operating Officer

Vice President

Telecommunications Business Line

*** Certain confidential information contained in this document,
marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of
the Securities Exchange Act of 1934, as amended.

This Amendment No. 06 (the “Amendment”)
is issued to the Iridium NEXT Support Services Agreement IS-10-019, dated May 28, 2010 (the “Agreement”) between Iridium
Satellite LLC, a Delaware limited liability company (“Iridium”) and The Boeing Company, a Delaware corporation (“Seller”).
This Amendment is dated and effective as of April 1, 2015 (“Effective Date”). Iridium and Seller may be individually
referred to as a “Party” and collectively referred to as “Parties”. Capitalized terms used but not defined
in this Amendment are used as they are defined in the Agreement.

WHEREAS, the Parties wish to revise Article
8 of the Agreement to support a shared software and derivative works code database (“Shared Code Base”).

NOW THEREFORE, the Parties hereby agree to
amend the Agreement as of the Effective Date as follows:

1. Article
8. Reserved is hereby deleted and replaced in its entirety with the following:

Article 8. Licenses to Shared Software
and Derivative Works

8.1. Subject
to the terms of this Article 8 (including the restrictions on Use set forth below), Iridium grants to Seller and Seller accepts
a personal, non-exclusive, non-transferable, royalty-free, and worldwide license for the Term of the Agreement (the “License”)
to (i) use or have used the source code and object code of the Shared Software solely on the premises of Seller and solely for
the internal business purposes of Seller that are unrelated to the business and operations of Iridium, it being understood that
such use does not include the right to grant any sublicenses of the Shared Software; (ii) modify or have modified the source code
of the Shared Software and prepare Derivative Works therefrom (hereafter the “Seller Derivative Works”); (iii) compile
the Shared Software and Seller Derivative Works from source code to object code form; and (iv) copy and sublicense to third parties
the Shared Software and Seller Derivative Works solely in object code form, without the right to permit further sublicenses and
solely for the business purposes of Seller and the applicable sublicensee that are unrelated to the business and operations of
Iridium (collectively, the “Purposes”). Iridium shall deliver to Seller a copy of the source code of each item of Shared
Software promptly after such software becomes Shared Software.

1

8.2. Subject
to the terms of this Article 8, Seller grants to Iridium and Iridium accepts a personal, non-exclusive, transferable, royalty-free,
perpetual, worldwide license, with the right to grant sublicenses through multiple tiers, to (i) use or have used the source code
and object code of the Seller Derivative Works; (ii) modify or have modified the source code of the Seller Derivative Works and
prepare further Derivative Works therefrom; (iii) compile all such Derivative Works from source code to object code form; and (iv)
copy and sublicense to third parties all such Derivative Works, in source code or object code form, in each of the foregoing cases
for any purposes related to the business and operations of Iridium. The Parties expressly agree that Seller is under no obligation
to create Seller Derivative Works, but if Seller elects to do so, Seller shall deliver to Iridium a copy of the source code of
each Seller Derivative Work promptly after its creation.

8.3. As
used in this Article 8 (whether in the singular or plural), the following capitalized terms have the following meanings. (Other
capitalized terms have the meanings ascribed to them elsewhere in this Agreement.)

8.3.1. “Derivative
Works” means works that are based upon one or more pre-existing works, such as a revision, modification, translation, abridgment,
condensation, expansion, collection, compilation or any other form including a new work, in which such pre-existing works may be
recast, transformed or adapted.

8.3.2. “Shared
Software” means the software identified in writing by Iridium from time to time as constituting Shared Software for purposes
hereof, and properly scheduled and inventoried in a Shared Code Base environment.

8.3.3. “Use”
means to: use the Shared Software source code solely for the Purposes, and subject to the following restrictions:

8.3.3.1. Seller
shall not release such source code to any third party, including, but not limited to, its suppliers or contractors;

8.3.3.2. Seller
shall only view and Use the source code on computers on Seller’s premises;

8.3.3.3. Seller’s
contractors working on its premises may view, modify and compile the source code only under the direct supervision of Seller;

8.3.3.4. The
source code may only be viewed and compiled locally on Seller’s premises for the Purposes;

8.3.3.5. Any
copies of the source code shall be destroyed or returned in the event Seller’s possession or Use of the Shared Software ceases
to be rightful, or the License expires.

2

8.4. Restrictions

8.4.1. Except
as specified herein, Licensee shall not, nor shall it allow any third party subject to its control to, (i) provide, use, or allow
others to use, the source code for the benefit of third parties; or (ii) modify, incorporate into other software, or create a Derivative
Work of any part of the Shared Software source code.

8.4.2. The
Shared Software shall constitute the Confidential Information of Iridium for all purposes of this Agreement.

8.5. Ownership

8.5.1. Ownership
of the Shared Software and all Derivative Works licensed hereunder shall be determined in accordance with applicable law and the
other provisions of this Agreement to the extent applicable. Nothing in this Article 8 shall constitute a transfer or assignment
of any right, title or interest in or to any of the Shared Software or such Derivative Works, except for the express license rights
granted in this Article 8 above.

8.6. Breach;
Termination

8.6.1. Iridium may terminate Seller’s license to the Shared Software if Seller breaches a material obligation under this Article
8 and such breach is not cured within thirty (30) days after Iridium’s delivery of written notice of such breach to Seller.
Iridium shall give Seller notice not less than thirty (30) days prior to the effective date of such termination. No breach of this
Article 8 shall constitute a breach of the Agreement for purposes of Article 14.1.1 hereof.

8.6.2. Upon
any such termination, Seller shall promptly return to Iridium, or at Iridium’s option destroy, all copies of the Shared Software,
in either source code or object code form, then in the possession of Seller or any of its contractors. No such termination, however,
shall terminate any sublicenses to Seller Derivative Works that Seller properly granted to third parties prior to the effective
date of such termination.

3

8.7. General

8.7.1. NEITHER
PARTY SHALL BE LIABLE FOR ANY DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE LICENSES OF THE SHARED SOFTWARE AND DERIVATIVE WORKS
LICENSED HEREUNDER, OR FOR ANY USE, PERFORMANCE OR NONPERFORMANCE THEREOF. IN NO EVENT SHALL EITHER PARTY OR ITS SUPPLIERS BE LIABLE
FOR ANY LOSS OF PROFITS, LOSS OF DATA, OR OTHER SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES ARISING FROM OR IN CONNECTION WITH THE
DELIVERY, LICENSE, USE, PERFORMANCE OR NONPERFORMANCE OF THE SHARED SOFTWARE OR ANY SUCH DERIVATIVE WORKS, EVEN IF IT HAS BEEN
ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NEITHER PARTY NOR ANY OF ITS SUPPLIERS SHALL HAVE ANY OBLIGATION TO FURNISH ANY ASSISTANCE,
INFORMATION, OR DOCUMENTATION WITH RESPECT TO THE SHARED SOFTWARE OR ANY SUCH DERIVATIVE WORKS. WITHOUT LIMITING THE FOREGOING,
THE INTELLECTUAL PROPERTY INDEMNIFICATION PROVISIONS SET FORTH IN ARTICLE 9.4 SHALL NOT APPLY TO THE SHARED SOFTWARE OR ANY DERIVATIVE
WORKS ARISING THEREFROM.

8.7.2. Notwithstanding any provision of this Agreement to the contrary, this Article 8 supplements, and in no way limits or derogates
from, the rights of Iridium and Seller under any other agreements between Iridium and Seller.

8.7.3. In the event of any inconsistency between the terms of this Article 8 and the other terms of this Agreement with respect to the
Shared Software or any Derivative Works licensed hereunder, the terms of this Article 8 shall control.

This Amendment supersedes all prior understandings,
commitments, and representations with respect to the subject matter hereof. This Amendment may not be amended, modified, or terminated,
other than as specifically provided herein, and none of its provisions may be waived, except by writing signed by an authorized
representative of both Parties. No provision of the Agreement or Task Order is amended or otherwise affected, except as is provided
above in this Amendment.

IRIDIUM SATELLITE LLC

THE BOEING COMPANY

By:

/s/ Scott Smith

By:

/s/ Daneen Pearson

Name:

Scott Smith

Name:

Daneen Pearson

Title:

Chief Operating Officer

Title:

Sr. Contract Administrator

Date:

3/26/2015

Date:

3/26/2015

4

Exhibit 31.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

Pursuant to Section 302 of The Sarbanes-Oxley
Act of 2002

I, Matthew J. Desch, certify that:

1.

I have reviewed this quarterly report on Form 10-Q of Iridium Communications Inc.;

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with
respect to the period covered by this report;

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in
all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods
presented in this report;

4.

The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls
and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined
in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our
supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known
to us by others within those entities, particularly during the period in which this report is being prepared;

b)

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed
under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of
financial statements for external purposes in accordance with generally accepted accounting principles;

c)

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions
about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on
such evaluation; and

d)

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during
the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report)
that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial
reporting; and

5.

The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control
over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or
persons performing the equivalent functions):

a)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting
which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial
information; and

b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s
internal control over financial reporting.

Date: April 30, 2015

/s/ Matthew J. Desch

Matthew J. Desch

Chief Executive Officer

(principal executive officer)

Exhibit 31.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

Pursuant to Section 302 of The Sarbanes-Oxley
Act of 2002

I, Thomas J. Fitzpatrick, certify that:

1.

I have reviewed this quarterly report on Form 10-Q of Iridium Communications Inc.;

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with
respect to the period covered by this report;

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in
all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods
presented in this report;

4.

The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls
and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined
in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our
supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known
to us by others within those entities, particularly during the period in which this report is being prepared;

b)

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed
under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of
financial statements for external purposes in accordance with generally accepted accounting principles;

c)

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions
about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on
such evaluation; and

d)

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during
the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report)
that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial
reporting; and

5.

The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control
over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or
persons performing the equivalent functions):

a)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting
which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial
information; and

b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s
internal control over financial reporting.

Date: April 30, 2015

/s/ Thomas J. Fitzpatrick

Thomas J. Fitzpatrick

Chief Financial Officer

(principal financial officer)

Exhibit 32.1

CERTIFICATIONS OF

PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL
FINANCIAL OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF
2002

Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002, the Chief Executive Officer and the Chief Financial Officer of Iridium Communications
Inc. (the “Company”) each hereby certifies that, to the best of his knowledge:

1.

The Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015, to which this Certification is attached
as Exhibit 32.1 (the “Quarterly Report”), fully complies with the requirements of Section 13(a) or Section 15(d)
of the Securities Exchange Act of 1934, as amended; and

2.

The information contained in the Quarterly Report fairly presents, in all material respects, the financial condition of the
Company at the end of the period covered by the Quarterly Report and results of operations of the Company for the periods covered
in the financial statements in the Quarterly Report.

Dated: April 30, 2015

/s/ Matthew J. Desch

/s/ Thomas J. Fitzpatrick

Matthew J. Desch

Thomas J. Fitzpatrick

Chief Executive Officer

Chief Financial Officer

This certification accompanies the Quarterly Report and shall not
be deemed “filed” by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.